Practice/Industry Group Overview
Liskow & Lewis’ business law attorneys advise clients on nearly every type of business transaction, including:
In the area of banking, we represent lenders, borrowers and out-of-state institutions with financing transactions in Louisiana and Texas. We structure and close secured and unsecured loans and letter of credit transactions, and prepare bank loan policies and documentation procedures guidelines.
Our attorneys advise on regulatory compliance, environmental liability and general lender liability. Additionally, we help clients with workout, bankruptcy and general creditor’s remedies. We regularly provide counsel to the Resolution Trust Corporation and the Federal Deposit Insurance Corporation concerning the insolvency of banks and thrifts and the recovery of assets of failed financial institutions.
Selection of the proper business entity is a critical step for an organization. Our business lawyers offer comprehensive tax advice as well as guidance regarding the formation of corporations, partnerships, limited liability companies and other business entities.
Our firm regularly represents corporate trustees in both tax-exempt and general corporate bond transactions, escrow transactions, sale leasebacks, royalty trusts and other similar transactions. We collaborate with our corporate trust clients to achieve timely and efficient solutions to their legal needs.
In the wake of a natural or man-made disaster, Liskow & Lewis attorneys are prepared to assist clients with their disaster recovery plans. This includes advising clients who are closing non-productive businesses, providing counsel regarding contract compliance, potential breach of contract, and creation of new businesses. We also offer advice regarding private and government financing sources and disaster relief assistance programs. Our attorneys also can assist with contractual interpretation and advice regarding responsibility for losses to property in transit or pending sale at the time of the destruction.
We represent casino operators in acquiring existing operations, applying for newly-issued casino licenses and litigating matters connected with gaming ventures and gaming regulatory agencies. Our attorneys also advise gaming operators on the legal implications of gaming operations conducted on water and on the applicable currency transaction and suspicious activity reporting laws and compliance issues.
Our intellectual property attorneys combine an understanding of technology and law with an aggressive stance on the protection of trade secrets. We help clients in the selection and registration of trademarks and copyrights, as well as the protection of trade secrets and other proprietary information. Our attorneys also litigate disputes, assist with licenses and other contracts affecting intellectual property, and create and perfect applicable security interests.
Mergers and Acquisitions
In our role as advisors during the mergers and acquisitions of property, we routinely draft stock and asset acquisition agreements and related transfers, merger and re-organization agreements, non-competition agreements and other related documents. Our firm’s experience in tax, business entities, real estate, contracts, intellectual property, secured lending, employment law and environmental issues enables us to manage the necessary due diligence involved with mergers and acquisitions efficiently and successfully.
Nonprofit and Charitable Organizations
For large, major non-profit healthcare organizations, museums, charitable foundations and other nonprofits, our business attorneys help establishing charitable entities and subsidiary organizations. We also assist clients with federal, state and local tax matters and counsel organizations with obtaining private letter rulings from the Internal Revenue Service on various federal tax exempt issues.
Liskow & Lewis’ substantial real estate practice offers solutions and advice to lenders, developers and commercial tenants. We counsel developers and lenders in the acquisition of property and in the construction of industrial plants, major office buildings, hotels and hospitals throughout Louisiana and the South.
Our attorneys have developed lease forms and negotiated leases for both landlords and tenants of office buildings and industrial park complexes. We also have represented numerous property owners before the Louisiana Tax Commission and local municipalities in matters relating to property tax assessments.
The business group represents commercial lenders and borrowers in almost every conceivable type of secured transaction. Our long tradition of excellence in marine finance and energy lending includes loans for exploration and production companies active in onshore and offshore areas.
The firm’s resume includes financing the infrastructure for Louisiana’s gaming and hospitality industries, comprising the financing of professional sports franchises, hotels, shopping centers and restaurants.
Recent transactions involved secured financings for aircraft company acquisitions, cell phone towers, horse racing tracks, grocery stores, automobile dealerships, mortgage companies, medical centers and manufacturing facilities. Aspects of this practice include project finance, mezzanine finance, equipment leasing, synthetic leases, intellectual property financings, production payments and general asset-based lending transactions.
We also counsel banks and out-of-state lenders with attachment and perfection issues involving Louisiana’s versions of UCC articles 8 and 9 and issues involving Louisiana’s unique laws concerning secured transactions and immovable (real) property.
The firm provides a broad range of advice on securities to broker-dealers, oil and gas exploration and production companies, national banks, investment partnerships and registered investment advisors.
We prepare disclosure and corporate documents, handle contract and regulatory filings, interpret federal and state securities laws and represent clients before the Securities and Exchange Commission and Louisiana Commissioner of Securities.
Our securities practice includes matters relating to mergers and acquisitions, broker fiduciary and suitability issues, investment advisor and investment company regulations, fiduciary and trust issues, corporate trust and indentures, private placements, NASD regulations and requirements and public filings such as 10Ks, 13Gs and 13Ds, and rules 144 and 145.
Liskow & Lewis assists clients on federal and Louisiana state and local tax matters.
In federal matters, our attorneys have assisted in tax planning on mergers and acquisitions, sophisticated financing transactions, and tax free reorganization transactions. They also have advised clients regarding federal tax audits and in obtaining private letter rulings from the Internal Revenue Service concerning various federal tax issues.
The firm regularly handles Louisiana state and parish tax matters relating to all of the state and local taxes levied in Louisiana. For several years, the tax section has assisted oil and gas exploration, production, pipeline, refining, and service entities, chemical and petrochemical companies on Louisiana tax matters for both planning and dispute resolution.
Business taxation lawyers assist a range of clients, including hospitals and other healthcare provider entities, manufacturers, wholesalers and retailers, banks, hotels and other entities in the tourist industry. Client matters may often involve sales and use taxes, ad valorem property taxes, occupancy taxes, corporate income and franchise taxes, and severance taxes.
Our tax lawyers work with clients in handling state and local tax audits, in administrative appeals with both the Louisiana Department of Revenue and with the various parish and local taxing authorities, and with tax planning on the Louisiana aspects of multi-state business operations. They also assist these clients with regard to both state and parish refund requests.
Four members of the firm's tax section are Board Certified Tax Specialists as certified by the Louisiana Board of Legal Specialization.
The members of our utility regulation practice assist clients with a broad range of federal, state and local matters. We represent large companies before the Louisiana Public Service Commission in complex rulemaking and adjudicatory issues arising from electricity and telecommunications regulation. Additionally, we represent oil and gas pipeline companies and transportation firms with tariff and compliance problems.
Our attorneys advise oil and gas companies, chemical and refining firms and unregulated affiliates of out-of-state and international electric public utilities in a wide range of electricity matters involving the generation, transmission, distribution, sale and use of electricity. These matters also involve environmental, property, transactional and financing issues connected with each phase of development for power projects.
Our telecommunications work in recent years has focused on regulatory problems arising from the Telecommunications Act of 1996, the opening of the local exchange market to competitive firms and price caps regulation and exchange access charges. Clients in this area also include several of the nation’s largest long distance companies, publicly-traded competitive local exchange carriers and a competitive local exchange provider trade association.
We also frequently handle rules for competitive entry into the local exchange market, Section 271 applications, statements of generally accepted terms and conditions, the pricing of unbundled network elements, interconnection agreements, Universal Service funding, resale discounts, reciprocal compensation, “fresh look windows” for long-term contracts between incumbent carriers and their customers, state support mechanisms for small local exchange carriers and “slamming.”